Understanding the “Same General Condition” Obligation in Real Estate Deals
For Utah landlords and investors, the Utah Real Estate Purchase Contract (REPC) is the backbone of any deal. While buyers often focus on price, financing, or inspection timelines, Section 10.3(c) quietly creates one of the most important seller obligations: to deliver the property in the same general condition as it was at the time of acceptance.
If something breaks or deteriorates before closing—especially major systems—the seller can’t ignore it. They’re contractually required to address it, or they risk breaching the contract.
What Does REPC §10.3(c) Actually Require?
Section 10.3(c) states that the seller agrees to:
“Deliver the Property to Buyer in the same general condition as it was on the date of Acceptance, ordinary wear and tear excepted.”
This clause applies regardless of when an issue is discovered—even if the buyer has passed the due diligence deadline. The obligation continues until the moment of closing.
What Counts as a Change in Condition?
- Mechanical systems: HVAC, heaters, plumbing, and electrical must still function the same way.
- No new damage: Leaks, appliance failures, or structural issues must be addressed.
- No decline in function: Something that worked at acceptance but fails later isn’t the buyer’s burden to absorb.
Example: If a tenant reports—right before closing—that the heater is stuck “on” and causing excessive utilities, that’s a material change. The seller must fix it, offer a credit, or face breach.
“It Was Like That Before” Doesn’t Work
Some sellers (or their agents) may argue, “The inspector didn’t flag it,” or “That’s how it always was.” That doesn’t matter.
If the buyer reasonably believed the system was functional and it clearly isn’t, §10.3(c) applies. The standard is actual condition—not whether the buyer caught it during inspection.
How to Enforce §10.3(c) as a Buyer
If you discover a condition change before closing:
- Document it immediately (photos, tenant reports, timestamps)
- Notify the seller in writing
- Request repair or negotiate a credit/escrow
- Delay closing if needed
You’re not in default by doing this. The seller may be if they refuse to act.
For a broader look at handling unreasonable behavior during deals, read How to Handle Unreasonable People Without Losing Your Professionalism.
When to Push—and When to Move On
Sometimes, a deal can still move forward with a credit or a workaround. That’s a business decision. But make it based on clear documentation, not vague promises or verbal dismissals. And don’t waive your rights unless you do it explicitly—and in writing.
Why §10.3(c) Matters for Landlords and Investors
A surprise change in condition can lead to:
- Immediate repair costs
- Delay in placing tenants
- Habitability compliance issues
- Reduced leverage in post-closing disputes
Understanding this clause protects your investment and gives you a tool to hold the seller accountable—professionally and legally.
For broader issues tied to lease enforcement, check out What Landlords and Small Businesses Need to Know About Commercial Leases.
To stay informed on recent statewide legal changes that affect transactions, read Navigating the 2025 Legislative Changes: What Utah Small Business Owners Need to Know.
Unsure how to enforce a contract issue before closing?
Duckworth Legal Group helps Utah landlords and investors protect their deals and hold the other side accountable under the REPC.
Contact us today to schedule a consultation.
Call us: (801) 882-7444
Email us: info@duckworthlegalgroup.com